The Puppet Master
by Stardust Terrastar
Summary: 'Controlling people is her forte and she'll use it to make their lives a living hell.' Lucy Heartfilia is a kind girl who lost it all because of one fatal mistake that they took, became cold and unforgiving and became blinded with hatred and the obsession in getting her revenge. "Fairies hate when their friends are hurting, but they hate it more when they're forced to hurt them."
1. Chapter 1: The Marionette

"Are you sure that you're ready to serve your purpose?" he asked me before placing the lacryma in my wrists. I closed my eyes, trying to to wince. from the pain I felt as these 'lacryma' entered my body. After Fully absorbing it, I opened my eyes and smirked.

"Of course, I did train for many years to gain nothing but my vengeance, for using me then leaving me just like trash," I said, my voice cold and heartless, all trace of my old persona gone. Broken beyond repair.

At first I was afraid, I was petrified, keep thinking I could never leave without you by my side. Yeah, that song did reflected what I once felt when they finally got what they want from me. When I led them tothe past where they may fix things for the present but in the end, I ended up as the loser.

He, he forgot about me. He deserted me. Heck, he even forgot to meet me on the first place where we should've supposedly meet. Instead, he decided to fly away with...someone else.

They all deserted me after they got what they want, she got her wish to make things right, she got her wish of freeing her and her friends frm that accursed prison. He prevented his teacher from dying, he prevented her from casting that spell that killed her. He found his father and learned of the reason why he must leave, and he also managed to avoid her from being absorbed by the anima.

While she, she wasn't able to change anything at all, because the time ran out and that she was the gate and they were all too preoccupied to their own timelines that they forgot about her wish. Her wish to help her mother live, so that she won't suffer anymore. But, they forgot. And the present was altered and time got to her.

She didn't knew that her memories won't be altered when time caught her, and now, she was living a life of regret.

But all those regret morphed, it slowly morphed into something sinister, something villainous.

She became a child with the mind of a grown up, pretending to still be the innocent girl she was. A girl who was betrayed, forgotten, and wanted revenge.

No one could have explained what actually happened to her but they all knew something changed about this girl, their sweet innocent princess. There is no doubt that she is still sweet, obedient and that she is still lovely.

The only thing that the household maids observed is that she lost that innocence she once radiated.

Night after night, when everyone are asleep, she'll slip away and go to different places, from libraries to dark guilds with the intention of learning vital things until one day, when she was 15, she accidentally bumped with Purehito, who was, at that time, teaching his students that would supposedly create the 7 Kin of Purgatory.

He saw potential in her and took her in his arms. And Lucy Heartfilia...died at that very day.

But even with the hatred in her heart, she can't let go off of the fact that they might still remember and recall her. But then, when she found out that they were so happy and contented to care that someone is missing, her anger took the better on her.

She became sadistic, cruel and bitter about life. She started hating humans, including Hades himself but chose to respect him. She learned another magic, she learned how to summon humans. Pathetic humans that she started treating as slaves.

And she also learned how to manipulate time. She learned the things that the dead Zoldeo learned and of what Ultear should have mastered. But unfortunately, she lost her keys. They were back to their old masters, Loke, Virgo, Sagitarrius, and all the others.

Sometimes, it peaks her curiosity about what happened in Galuna considering that Lyon, Ultear and all the antagonists they once met there are off to their own places.

To summarize things up, Gray and Ultear both joined Fairy Tail, as well as Jellal, Erza and Simon. There was no war that occured between Phantom Lord and so, Juvia and Gajeel are still members of the said Guild, and was able to fight side by side with Jellal and his friends in the Ballam Alliance against the Oracion Seis, causing the little Wendy and Meldy to add in their group.

Ur lived in the mountains and Lyon joined Lamia Scale, one of his locale guilds. And Natsu, well, Natsu didn't form Team Natsu, or to be precise. Gray and Ultear had their own teams, Erza joined with Jellal and Simon's team and Natsu, well, you can say that he became part of Mirajane's team.

Fairy Tail became stronger, even if Lucy wants to deny it. But they are not the only pne who became stronger as well. Grimoire Heart did, and with her knowledge of the impending future, her ability to locate time and manipulate people with ease, she managed to create a strong group of her own.

She found children not older than ten and trained them with the guidance of Purehito. They were dragon slayers who had no direction to head into. They had potential, but had weaknesses of their own and this made her hone these weaknesses into their very own strengths.

People, especially those in the Guild would sometimes question how she became so strong in so much little time with Hades and with such a young age but she managed to brush them off.

She became the Head of the 7 Kin, and managed to strengthen it further, making the group more disciplined than before, of course, her magic is also a cause of this improvement.

And now they were ready. She and her own team are ready for a war, a war that may kill the people she once protected.

Hades wanted something in the island, and that is to gain the Dark wizard Zeref while she wanted something even better. She wanted revenge, she won't kill all of them though, she'll let them feel how it feels of losing the people close to you. She'll torture them!

There are ten of them, including herself and Hades together with the Kins: Rusty Rose, Kain, Papyrus, Imitatia, Zancrow, Luminos and Thanatos.

And the fun part is? That she will be the one to be feared. That she will become the predator.

"Are we near?! Are we near?! I'm really getting fired!" Zancrow said maliciously as golden black flames appeared around him. His face bearing a scar he once never had before.

"Umm, yes, I guess, I'll, umm, fight," Cain said, looking a lot paler and skinnier. Though he was still as huge as before, he looked a bit...fitter. Like a giant rock.

"I fear for the lives but the demons must take over, and fairies must fall to satisfy the queen," Rusty Rose said, his hair shorter than usual.

"Imitatia, is everything set?" Lucy said into thin air.

"Yes...nee-chan," a stoic voice replied out of nowhere, scaring Cain.

"Perfect," Lucy said with a dark tone.

"Just wonderful! Everyone be ready because the show," Lucy paused as she smiled darkly, her gaze looking at the huge island before her as her memories returned.

Memories of her fighting there before, holding hands as they bravely tried to stop the attack, failing with each other and taking care each and everyone.

"Is about to start. Happy S-Class Exams, Fairy Tail!" Marionette said as an army suddenly appeared around her with a single flick of her hand.


	2. Chapter 2: The Spy

**Chapter 2  
**  
Everyone in Fairy Tail, especially the boys, are crowding on the mission board to take random missions and then run outside the Guild.

"Out of the way Lucy!" a fiery pink haired boy said as his talking and flying cat flew by his side. He pushed the said blonde out of his way as he went towards the mission board where he fought for some mission about killing a huge beast.

That fiery pink haired boy, is none other than Natsu Dragneel. He is the infamous Salamander of Fairy Tail, or the Flame Demon in the Take Over Team. His powers are almost limitless and he can never be affected by any kind of Flame Magic because he'll simply absorb them to energize himself.

"Hey! Why is everyone seemed so busy today?" Lucy asked Fairy Tail's bartender who bore a very long, silky straight hair and had a radiant smile casted over her face.

"Well, tomorrow is a big day for aspiring mages like Natsu," Lisanna said as she gave a vague answer.

This is Lisanna Strauss, a well known model across Fiore and even neighbouring countries and the well-known bartender of Fairy Tail. She is always cheerful and is very caring towards her friends and quite oddly, she is the little sister of none other than the demon herself.

"He can aspire all he wants but I'll definitely beat the crap out of that guy!" and the demon is here, surprising Lucy with her malicious looking smile. Here we have Mirajane Strauss, the eldest of the Strauss siblings and the feared leader of the Take Over Team. She sports a wild look and her eyes screamed with bloodlust yet no one can ignore her beauty.

"What are you two talking about?" Lucy asked in confusion. Mirajane laughed at her, somewhat insulting the blonde mage.

"You seriously do not know, well, you've got to really here the history of Fairy Tail, anyways, you'll know what's going on tomorrow novice, I've got to go slay some monsters bothering these kind folks, please stamp it for me Lisanna," Mirajane winked and saw Lisanna being covered by people who wanted their quests stamped on too.

Lucy sighed and decided to go home to rest.

**The Next Day...**

Almost everyone gathered inside the Guild, even those that Lucy haven't even saw before.

But what's weird, in Lucy's perspective, is that almost all of the S-Class Mages are present. Erza Scarlett or the feared Titania who is barely in the Guild is present, along with her teammate and partner, Jellal Fernandez who is an S-Class as well. Ultear Milkovich is also present in the Guild, but that's nothing really new. Gildarts Clive, Fairy Tail's Ace Mage is also present and of course, the wild Demon, Mirajane.

All of these mages stood around the Master, who is standing on a platform inside the Guild. All other members are below, cheering for the event that she isn't even aware of. She tried finding her only friend in the Guild, Lisanna, but failed in doing so.

"What the hell is happening here," Lucy mumbled almost to herself as she distanced away from the crowd. The master took a microphone and began his announcement.

"Since long ago, this has been Fairy Tail's custom and now," Master Makarov, the 3rd Master of Fairy Tail said.

"The moment has arrived to announce the participants for this year's S-Class Wizard Promotion Trial!" Makarov continued, making everyone cheer up and shout with glee. After a moment of silence, Makarov proceeded.

"What?! It's starting today? This isn't good," Lucy said as a look of astonishment past on her face before turning into one who is panicking. She almost jumped in fright when she felt a hand on her back.

"Lucy, what's wrong? Lisanna asked, confused at the reaction Lucy had. Lucy sighed as she found who it was and smiled.

"Oh, you almost scared me, it's just," Lucy paused and Lisanna became more confused.

"It's just what, is there something wrong with you, are you feeling sick?" Lisanna asked, Lucy shook her hand frantically.

"No, no, its that I never really expected that it would be so soon, and with all that happened around us, I almost forgot about that, and well, yeah," Lucy said, Lisanna nodded and Lucy almost sighed in relief.

"The venue for this year's trials will be Tenroujima Island, Fairy Tail's holy grounds. The strength...the heart...and the soul, I've been watching for each of these things for the past year and now, I chose eight participants," Makarov paused, which was followed by a dead silence in the crowd due to pure anticipation.

Lisanna stepped away from Lucy and went inside the crowd, and Lucy had a clue as to why.

"For the first contender, Cana Alberona!" Makarov announced.

"That's my daughter!" Gildarts said proudly.

"Shut up old man!" Cana blushed in embarrassment before throwing her mug to his dad who made it disintegrate within seconds. Apparently, a black haired guy told Gildarts about his wife being pregnant before he left and as a responsible father, he did his best to search for his daughter and was surprised that it was none other than Cana.

"Next up, Freed Justine," Makarov said and this made Evergreen and Bixlow cheer for their teammate as he went up the stage with Cana.

"The third and fourth contender are Lucy Heartfilia and Mest Gryder," this surprised everyone, including Natsu and even the Ice-Mage, Gray. There were a lot of whispering the occurred but no one really questioned the orders of the Master.

"Who's that?" Natsu asked Lisanna, who seemed confused at the announcement as well.

"Lucy Heartfilia, the new girl who entered the Guild not even a month ago and Mest, I think he was Mystogan's disciple," Lisanna said, as if she knew a thing or two about Mest, but simply can't remember him at all.

Lucy looked embarrassed as she went up, earning glares from the others.

"Well, what do you know, you managed to compete huh, I don't know how you pulled it off but let me just warn you that it won't be easy," Mirajane said as she patted Lucy not-so-gently.

"Mira, don't scare her," Erza said rather calmly, which surprised Lucy. This was the very first time she ever heard the Titania speak, because usually, it would be Jellal who would do so.

"Mind your own business," Mirajane said as she glared at Erza.

"Don't challenge me, Mirajane," Erza threatened Mirajane with her own deadly glares. There was a deadly glare battle that commenced between the two mages as lightning seemed to spark between them, scaring Lucy.

"Can you please not fight in here," Jellal said as he separated the two duelling mages. Lucy sighed and felt thankful towards Jellal. She was so focused on this that she never noticed Levy McGarden rising up with them.

"Hey, let us do our best okay?" Levy said, surprising Lucy who was so focused on what's happening between Mira, Jellal and Erza, which still rages on as they threw insulted to and fro.

"Umm, okay?" Lucy said as she sweat dropped at the sight.

"For the seventh contender, we have Gray Fullbuster!" Makarov said and Gray climbed the stage with pride.

"Lastly, we have none other than..." Makarov said before pausing as he looked at the reaction of the crowd. Everyone seemed to be begging to join the battle but sadly, not all of them has what it takes to be an S-Class, maybe in the next year, but for this year...

"Natsu Dragneel!" Makarov said and the crowd went eerily silent before everyone cheered.

"You did it Natsu! You really did it!" Lisanna said as she hugged Natsu tightly before letting him climb the stairs. Natsu was quite flustered at the sudden outburst of Lisanna but managed to shrug it off.

"Let me say that even if you are new, I won't go easy on you because this is the year that I'd become an S-Class," Natsu said at Lucy, yet he was smiling cheerfully at her, he offered her his hand. Lucy almost rolled her eye.

"Okay?" Lucy said awkwardly before shaking his hand.

"Each of you should choose a partner in twenty four hours, your partner can either be the key to your success or the one who can make you lose, there are only two rules in choosing a partner, the first rule is that you can't choose an S-Class to become your partner and number two, your partner should have the Guild's insignia, and remember, only one shall prevail!" Makarov said. The crowd dispersed as they went their own ways.

Some people were sad at the results while other simply took it as an inspiration. Some girls thought that there was a biased decision, especially those about Lucy as she was just new and most of them are in the Guild for almost 3-4 years.

And Lucy isn't comfortable with it.

"She won't win, as they say, cheaters never win," a girl mocked.

"Yeah, they never do learn, magic used for cheating aren't really that useful, they only show how weak and pitiful a mage is," another said.

"And don't you know that talking behind a person's back is the most pitiful thing to do?" another said.

"Yeah," the girls agreed at the last statement before being surprised at who it was.

"Ultear?!" they stuttered as the black haired, Ice-Make mage appeared behind them with a sly smile.

"Yeah, it is me, and if I heard another bad thing spoken to that young girl, I can't guarantee your safety, are we clear on this?" the Ice Mage said, the others nodded like dos do to their master and scampered away, scared at what might happen to them.

Ultear Milkovich is the well known daughter of Ul Milkovich, she is a renounced mage and gained the title as the Ice Queen. She is best friends with Lyon Vista of Lamia Scale and is the leader of Absolute Zero, together with Gray and Meredy, a girl they found in a ruined city. Contrary to her title, she is a very kind yet sly mage.

"Thank you," Lucy said, but instead of a warm smile that once casted upon Ultear's face, it was a look of hostility, as if she was threatened. Lucy almost smirked at this reaction.

"You, you're not," Ultear said before Gray appeared and passed by between them, Lucy's eye glow red for a while and her smirk even widened further.

"I'm not what Ultear-san?" she said after Gray passed by, her smile genuine and kind. Ultear blinked again and her eyebrows met in the center of her pale, silky face.

"Whoever you are, I'm watching you," she said and left Lucy's sight. Lucy almost laughed at her reaction.

Before, she was the one who's scared, she was the one who have to carefully watch their steps.

But, the time had changed.

Because she isn't Lucy Heartfilia, there is no Lucy Heartfilia anymore.

Her soul died after years and years of pain, and she was reborn. And now, her time is near. Very, very near.

"Imitatia, is everything set?" There was a voice in her head. But she ignored these voice and walked towards the long haired mage.

"Hey Lisanna, can you be my partner?" Lucy asked with a gentle smile.

"Sure Lucy!" Lisanna said and hugged her. 'Yes...Nee-chan,' Lucy thought maliciously.


	3. Chapter 3: The Fool

**Chapter 3  
A Fool  
**

* * *

"So, are we all here?" Makarov asked as the ship began to sound its voyage.

"Is Natsu and his partner here?" the Master asked, beginning his roll call.

"Of course, we've been here ever since last night, right Happy?" Natsu said and his best friend, an Exceed with blue fur, agreed with him.

"How about Gray Fullbuster?" the Master asked yet again, and the mage simply nodded his head. Unknown to him, though, his t-shirt is already gone as he began sweating.

"You do know that you shouldn't be naked out here in the public, it's not really that, what's the word again, pleasing" his partner, Loke, said. Loke is a Celestial Spirit, and for some odd reasons, he managed to become a mage in Fairy Tail. But the thing is no one knows his purpose for joining the Guild or if he has a master already.

"Shit! When did it," Gray panicked as he searched around the ship to find his t-shirt.

During this commotion, Levy and her partner, Pantherlily, another Exceed with a magic power that could match Erza's, were called and so is Freed and Bickslow and Elfman and Evergreen.

"Now, what do we have here? Mest Gryder and Wendy, are you two present?" Makarov said and the ship began to sail, causing the fire mage to fall down.

_'A weakness that might kill him, but you have to stop yourself, Imit—Lucy, you cannot kill him because only Nee-chan says so,' _Lucy thought darkly as she saw Natsu asking, or more like, begging for help to cure his motion sickness.

_'Oh, and his stupidity will kill him too,'_Lucy thought as an afterthought before feeling Lisanna tapping her shoulder.

"Hey, the Master's calling you," Lisanna said and Lucy smiled brightly before answering through the roll call.

"Please, if we're going to be partners, can you tell me what's bugging you, it doesn't seem normal now," Lisanna said but Lucy managed to brush her off yet again.

"Cana Alberona and Meredy, are you two here?" Makarov asked and a faint answer was heard. Meredy, the girl from Calt Shelter who joined together with Wendy, who, quite oddly, knows and possess magic powers that exceeds even Wendy's. She battled Oracion Seis with Natsu and the others and somehow, Cana managed to team up with her.

"Of course gramps!" Cana said loudly while Meredy smiled.

"Don't worry, it is just, well, I'm kind of nervous, I mean, this _is_my first time but I'd like to prove myself that Master didn't chose me because of what the other mages in our Guild thought of, but because of my skill," Lucy said with a genuine yet nervous smile. And they chatted about it up until the ship came into a sudden stop.

"Now, the competition would be held like this, at the shore of Tenroujima, there would be eight caves for you to choose. Four of those caves consist of the S-Class Wizards we have in Fairy Tail, while there are three where you'll have to fight with the other contenders. That is all, let the battle begin!" Makarov said. Everyone stayed silent as they waited for the boat to continue its voyage but then...

"So long losers! Let's go Happy!" Natsu said, his feet started to light up.

"Aye!" the Exceed quickly catches on. Even if Happy isn't good with hand-to-hand battle, the Exceed knows how to fly and can even match Jet's speed on air.

The two were off into the horizon as Freed and Bickslow left.

"Let's go Lisa—ouch!" Lucy said as she bumped into what seemed like an invisible wall.

"These are Freed's runes, good thing I know how to handle them!" Levy said as she quickly chanted a spell and was able to fly together with her partner, Lily, who soared to the air.

"Thanks Lev—ouch! Unfair!" Lucy complained as another wall appeared and sighed. Should she, or should she not use her powers? Hmm...

"I know Freed too much, this is nothing but an easy task Elfman," Evergreen said as the two of them escaped the clutches of the wall which was timed for another 15 minutes, Elfman quickly transformed into what seemed like a whale and catches on with the rest.

"Oh man! Now we're stuck here," Gray complained as he watches the other competitors disappear within the horizon. Lucy sighed and stopped herself. No, for the mission, she can't use her power. No, no. She must not use it. Gray's and Mest's team are still here. And, well, she doesn't really care if she lost right?

"So, my name is Loke and truth to be told, I'm a famous Celestial Spirit, I've heard that you're a Celestial Mage and what do you say that the two of us make a contract after the tournament?" Loke said as he held the mage by her shoulder. What? How did he? Is there a possibility that...

"I'm not a Celestial Mage, Loke, what are you talking about?" Lucy said as she laughed nervously. No. How can she forget about this spirit. Nee-chan specifically told her not to reveal that she's using Celestial magic.

"Yes, Loke, and can you please not flirt with Lucy, you'll just distract her you know, besides, she's not even a Celestial Mage," Lisanna reprimanded the Lion Spirit. But even so, Loke's gazes didn't changed, as if they were questioning Lucy.

"But remember, my princess, you still have our loyalty," Loke said before he and Gray disappeared. Lucy was left in a daze. He knows? He knows their plan? And he's willing to help her? Then that would be...

"Perfect! Let's go Lisanna!" Lucy said as she clapped her hand into thin air. Lisanna quickly transformed into a whale and left the Sky Dragon Slayer and her partner back in no time at all.

"So, which way?" Lucy asked Lisanna, letting her partner decide. Whatever path they take doesn't change the fact that win or lose, she already got what she wanted. And that is to...

"Finally, we reached the island," Wendy said towards Mest who nodded. And before Lisanna had the chance to choose a route, Mest already took the other one.

"Well, then that means we take Route E?" Lucy said and Lisanna laughed.

"It is good to know that you're not nervous anymore!" Lisanna cheered and Lucy nodded.

"I have my confidence in you, Lisanna, so I won't be nervous any longer," Lucy lied smoothly.

* * *

**Back With Natsu...**

"Fire Dragon Twister!" Natsu said as he blew out a roar accompanied by his Wing Attack which, by far, is a strong attack.

"But Natsu, if you can't catch me, how can you possibly hit me?" Mirajane taunted as she easily dodged the attack of Natsu.

"Demon Soul: Arachne!" Mirajane said as a huge magic circled surrounded her before her hands and feet were divided into two, her eyes multiplying and her hair turning into silk.

"Webs! Webs!" Mirajane laughed as she spun webs after webs towards Natsu and Happy, immobilizing the two mages.

"You should've brought a better partner, you know, anyways, I'm getting bored with ya," Mirajane said in a rather taunting voice. Happy was surprised at the sudden comment of Mirajane and the feeling of sadness dominated him.

"What are you talking about, there's no better partner for me other than Happy!" Natsu said as he sensed the sadness of his best friend. This made Happy smile a bit but then...

"Really, what about Lisanna, she's a much better choice than Happy, at least she has the sk—" Mirajane was cut off as Happy lunged himself towards the demon.

"Ouch! What was that for! Wait! How did you even escape?" Mirajane said but cannot move as Happy continued to hit her. And Happy's skull isn't very soft at all.

"Take it back! Take it back!" Happy said as he continued to attack Mirajane with his new found strength. And then, Mirajane felt warm before getting burned. Natsu, who managed to burn the webs, smirked and gave a high five towards Happy.

"I underestimated you two, hmm, more fun for me!" the demon reverted back to her original form before becoming the form she's feared the most.

"Satan Soul Takeover!" she yelled and Magic Power overflowed the whole cave.

"Feel my wrath, Salamander and your little cat!" Mirajane smirked, Natsu, who understood what Mirajane is doing right from the very beginning, charged his magic and attacked the demon, being boosted by Happy who acted as his wings.

And a huge explosion appeared.

"I...I lost?"

* * *

**With Gray...**

"We did it," Gray sighed as the two left the arena, leaving a knocked out Wendy and a Mest who seemed to be in a daze.

"Those two were actually quite strong," Loke commented as they exited the room.

"Yes, who would have thought that Mest is really that strong, but anyway, this just means that we're a lot stronger than before," Gray smirked as they reached the lodge where the winners stay.

"So, we're the first ones here, huh?" Gray asked Loke, and Loke simply nodded his head.

* * *

**Together With Cana...**

"Maguilty Rays!" Meredy shouted as she sent yellow blades flying towards her opponent who seemed to be adept at dodging.

"Redemption plus Lax, Sleep!" Cana said as she threw her cards towards the S-Class Mage who easily manoeuvre away from the magic.

"It is my turn! My blades, dance!" Erza yelled as she threw the blades towards Cana, who wasn't ready to defend herself at all.

"Maguilty Sodom!" Meredy casted as she blocked the blades of Erza with ease.

"Tsk," Erza said as she transformed her magic and changed towards her Lightning Empress Armor.

"Lightning Waves!" Erza smirked as she placed the spear directed towards the ground, and before both mage could react, they were sent into the shock of their lives. Literally.

"AAAAH! Cana, I'm sorry, win for me, okay?" Meredy said as the effects of the lightning wore off, and then, she fell out of consciousness.

"It's okay, Meredy, you did your best and of course," Cana said, closing her fist to avenge her friend and win this round for her.

"I planned to win this..." Cana sweat dropped as she saw her opponent lying on her back, fast asleep and was burnt just like them.

Just like them? But, Erza isn't wet, right?

And then, her eyes took a peek of something, a small, pink light slowly disappeared from Erza's arm, and seeing that made Cana leap in joy.

"Thank you Meredy! Good job little girl," Cana said as she carried the sleeping mage with ease, knowing full well what she did.

* * *

**This is Levy**

"Solid Script: Scream!" Levy chanted as a huge sound wave headed to her opponents, hoping to immobilize them just for a few minutes.

"Beast Soul Takeover: Rock Golem!" Elfman casted as his body turned rock hard before turning into stones. He then surrounded Evergreen with his body.

"I never thought that you could petrify yourself, I can't help but say you look better as a rock," Evergreen said before realizing what she just uttered.

"I mean, you look a lot casual, that's all, I mean, you're still ugly and all that," Evergreen stated in a panicking tone.

_'What if he thinks things wrongly, I'm going to die!' _Evergreen thought in grief but was surprised that she was left behind by her partner who is now attacking Levy yet again.

"Solid Script: Shield!" Levy casted as she deflected Elfman's Monster Plant Thorns, Evergreen saw this as a chance to end the battle as she saw the opening Levy left.

"Fairy Machine Gun: Leprechaun!" Evergreen casted and this surprised Levy, making her unable to cast yet another shield.

"AH!" Levy can't help but yell as she was knocked out unconscious.

"We won!" Elfman cheered, Evergreen couldn't help but smile, she was still indeed guilty of what she's done and this is a way she can repay Elfman.

But then, she felt herself being lifted from the ground and couldn't help but yell in frustration as Elfman threw her into the air like a doll. Well, at least she's still a beautiful doll.

"But you can't help but agree that I took out all of our enemies, I mean, you wouldn't be able to win if I wasn't able to petrify Pantherlily at the very beginning," Evergreen proudly stated and Elfman couldn't help but start an argument.

* * *

**Freed and Bickslow**

"Hmm, I didn't got carried away, did I?" a bruised and wounded Jellal said as blood trickled down his forehead. The fight was hard and these mages are very powerful that he couldn't help but hold back anymore.

"Well, you got me so worked up so, well, see you next year?" Jellal said and an awkward silence surrounded him.

He was, by far, the second-to-the worst mage in holding back.

* * *

**Lucy Heartfilia**

"Light Beam!" Lucy yelled but the attack was blocked by a wall of ice before being refracted back to her.

"Your magic is useless against me and with your friend knocked out of consciousness, just give up," Ultear said calmly. Lucy managed to dodge the refracted attack and sighed.

"Okay, fine, because I see that this isn't bringing me anywhere, okay, I give up," Lucy said and this surprised Ultear and angered her at the same time. How can this mage just give up like that? Doesn't she know how hard the others worked just to attain this?

"Ice Make: Rose Prison!" Ultear casted but Lucy effortlessly dodged that.

"Why did you attacked me when I gave up? Isn't that what you want? For me to give up? Unfair!" Lucy said with a sly smile. Her mission is beginning. And that is to start the war.

"Anyways, all of you guys are unfair, having a happy life, while my sister is suffering, while the kindest person I know became corrupted, all of you are only concerned about this useless tournament that gives you nothing but prestige, something that is useless, anyways, I'm out of here," Lucy said as she walked towards Lisanna and carried her towards the exit.

"What did you just say?" Ultear said in disbelief but then, light waves rose from the ground and trapped the mage, then, a cage filled with flowers made of light grew and drowned Ultear.

"Well, I won! Fooled yah!" Lucy said before laughing as if she just outsmarted the sly mage.

"And I intend to do it to everyone," Lucy whispered darkly, not knowing that the girl she's carrying is already awake and heard everything that she said.

_'Fool everyone? Can Lucy really do that?' _Lisanna thought to herself as she did her best in faking her sleep.

* * *

**End**

A.N: If you haven't noticed it, I forgot Elfman in Chapter 2, consider him as one of the mages Lucy/Imitatia didn't saw.


	4. Chapter 4: The Dark Mage

**Chapter 4  
The Black and The Dark Mage**

* * *

****The second challenge was actually simple. Find the grave of the first master of Fairy Tail: Mavis. Nothing complicated. If only.

Yes, if only was the island has less strange areas.

"Do you really know where we are?!" Evergreen complained as they entered what seemed like a cave.

"No, but as a man, we should venture further!" Elfman said and they entered the said cave, which was actually just a tunnel leading to what seemed like a small ruins.

If only was the island small.

"We're lost! Where are we, I can't even see through this mist!" Cana complained as the ventured to the swampy and marshy areas of the island.

"Don't worry, we'll be able to find what we're looking for," Meredy smiled as she showed her tattoo that linked her to the other competitors.

If only there was less monsters.

"What is this?!" Gray yelled as they were being chased by what seemed like a giant bird mixed with a snake body.

"How should I know?!" Loke said, trying to avoid its beak that could potentially scar his face.

If only they were given a clue.

"Tell me where to find the grave!" Natsu yelled at the monster.

"He talked to the monster!" Happy told into thin air.

"I don't know," the monster replied, knocked out after having a spar with this utterly strong mage.

"He talked back!" Happy shouted in surprise.

And if only weird people stops coming out of nowhere.

"Run for your life!" Lucy yelled as Lisanna effortlessly ran with her cheetah's legs. The two of them, however, fell on a cliff after the monster pushed them.

"Ouch, that hurts," Lisanna groaned as she tried checking for any injuries. She dusted herself off the dirt that befall on her and looked up, to see the monster slowly returning back to guard its territory. Well, she couldn't blame the Mama Bear for protecting her cub, besides, now she can Take-Over into Mama Bear.

"Hey Lucy, you alright?" Lisanna asked her partner, but received no kind of respond. Worried, she stood up and tried to look for her but then.

"She's gone? Oh no, we separated ways, this can't be!" Lisanna said, as she started to panic.

There was rustling through the bushes, attracting Lisanna's attention.

"Lucy, is that you?" Lisanna asked, a bit nervous and then, a mage with black hair appeared before her.

"Just as I thought, people would come, I should've known," he mumbled to himself and looked very guilty. Lisanna found it strange that someone else was in the island and found it stranger that it seemed like this mage, whoever he is, can easily overpower her.

"Who, who are you?" Lisanna tried to ask, her voice hoarse and a look of fear can be noticed upon her face. She tried to go closer when the man suddenly screamed at her.

"Don't get any closer! Run! Save yourself! Death, it's coming yet again," he said, his eye bearing a look of fear himself and suddenly, Lisanna was being pinned on the ground, she almost panicked but managed to feel the familiarity for the one who pinned her because it was none other than...

"WHO ARE YOU?!" Natsu asked, enraged. He was just in time to save Lisanna from that blast and Lisanna can feel her adrenaline rush from that near death experience. This guy, whoever he is, is very dangerous.

"Natsu? What are you doing here, don't surprise me like that," Lisanna said but Natsu kept her pinned down. But then, Lisanna felt something odd with her surroundings. It was as if...

"Natsu, is that you?" the black haired mage asked. But then, Natsu ignored him as he helped Lisanna stand up.

"Look, the trees are all dead," Lisanna said as she stood up and looked around in fear. Yes, she would have really died if Natsu didn't come and rescue her.

"Is this his magic?" Natsu asked Lisanna who seemed to be nodding.

"Natsu?! What are you doing here! Aren't we supposed to go to the top?!" Happy lunges towards his partner as he came out of nowhere, but then, he was surprised at the scene he saw.

But then, Natsu reacted towards the black mage and yelled at him. "I don't know who you are, but this is our Guild's island and there's no way that I'd let you disturb our exams!"

Though Natsu didn't anticipated for the man's answer. "Natsu, you, you really grew, I've been wanting to see you, Natsu."

And of course, his initial reaction was to lunge at the man, who claims to know him. Whoever he is, he has the guts to trespass on their Guild and anger him.

"Who the hell are you?!" Natsu yelled as he punched the mage who didn't even block the attack he just gave, and for some weird reason, he even smiled at the reaction of Natsu.

"I don't know you! What's your name and what are you doing in this island?! And how did you kill all those trees with just one blow?!" Natsu yelled, angry for some unknown reasons. But then, the black haired mage started to cry, surprising both Lisanna and Happy.

"Is...is he okay? I mean, he's crying," Lisanna said as she bore a look of sympathy towards the mage.

"Run! Run! The black wave, it takes away the life, run! Save yourself!" the black haired mage said. Natsu and Lisanna were about to head for cover when suddenly, the man fell to his knees as a sword made of thorns materialized from his back and punctured through his body.

"Who?" the black mage asked, surprised at the sudden intrusion of another mage.

"Shhhh, I won't kill you, Master Hades still needs you, and Nee-san might have a proper use for you," whispered the mage standing beside him, her eyes bearing an unforgiving look as in changed from those kind brown eyes into blue eyes filled with hatred.

"Lucy, thank goodness you're alright!" Lisanna said and Lucy did her best to pant and look tired but when Lisanna was about to come closer towards Lucy, she felt a hand stopping her.

"I don't know why, but that girl's not our ally, I could sense it," Natsu said warningly and Lisanna gave him a strange look.

"What are you talking about, she's Lucy, Natsu, one of the kindest mage of Fairy Tail I met and she just protected us from whoever that guy was, stop speaking nonsense," Lisanna also said, trying her best not to offend Lucy.

"He's actually not speaking a total nonsense, Li-sa-nna," Lucy smirked and to Lisanna's horror, the color of her eyes changed and slowly, her whole body glowed.

"But you also have a point, I did protected you from him, from the Black Mage Zeref himself, just as what Nee-san ordered me to," a girl with brown hair said, she was wearing a pink dress with white trims and a dark pink ribbon.

"Hi, my name's Michelle Lobster, and I am sent here to kill you," the girl said with an innocent smile. And before they can react, vines filled with thorn appeared from the ground and wrapped the three mages tightly, before exploding.

* * *

"They've actually did that to you, Erza, my, my, you're getting frail!" Mirajane teased as she continued cooking what seemed to be their meal.

"Says the girl who was defeated by a cat," Erza retorted as she too, cooked their supposedly meal. The two were competing, just as always, but everyone really knows that's it was just a rivalry, just like Natsu and Gray, and nothing particularly serious.

"Are you saying that I'm weak?" Mirajane said as she chopped the poor fish harshly.

"No, but if that's how you see it, then yes," Erza retorted as she grinded the innocent vegetables into smithereens.

"Hush, you two," the warm voice of Ultear echoed as she demanded silence to reflect on her previous observations. Lucy, Lucy is cunning and is very intelligent, even if her sheer magic isn't as strong, she can manipulate her opponents to her advantage, a talent that is hard to find. But at the same time, there's something wrong with her, Ultear can't help but notice.

"Yeah, yeah, hush before you anger her Highness," Jellal laughed, earning him a glare from the Ice Queen.

"Don't push it Fernandez," Ultear warned threateningly.

"Guys, guys, don't fight," Levy can't help but butt in as she can feel the demonic aura coming out of the 'Big Three' of Fairy Tail, just as how people outside the Guild calls these three tyrants. But Levy's presence alarmed Erza.

"Wait, where are the others?" Erza asked as she remembered the mages who were eliminated.

"Lily said that he'd have a look around the island, while Freed and Bixlow decided to head back to the Guild alongside with Gildartz," Levy said but then, remembered another pair who should've been back by now.

"Wendy and Mest aren't still here," Mirajane commented as an afterthought.

"Maybe they're having a look over the island as we—" Levy was cut off by a sound of a huge explosion, which alerted not only her but the rest of the S-Class Mages.

"That's not a friendly explosion," Mirajane said, and if you look closely, you can hear the worry in her voice.

"Not at all," Erza said as she rushed to change her clothes and so did Mirajane.

"We have to separate, Ultear and I would go and find out where the explosion happened while you two search and round the other ma—" Mirajane was cut off when suddenly, another wave of explosion occurred in the island.

* * *

"Who are you? And what do you want?" Wendy asked the tall guy who appeared out of a freakin' tree. He managed to blast Mest away and so is the fleet he brought with him. Turns out, Mest is a member of the Magic Council, sent to find a dirt to destroy Fairy Tail.

"I am Azuma, one of the 7th Kin of the Purgatory, and I am here to destroy all of you," he said and before anyone of them could react, the ground beneath them shone before exploding.

* * *

"I'm sorry, Mavis, for bringing impurity upon your land," Makarov said as he too stood up, ready to face whatever it is that is causing a ruckus in Tenroujima. And whoever these people are, they should ready to face the wrath of the 3rd Master of Fairy Tail.

* * *

****

"Yes, Azuma, Michelle, destroy all of them! Destroy them all!" a maniacal voice appeared, overlooking the island.

"Three-Two-One," she said and as if on cue, a giant appeared in front of Tenroujima, scaring and surprising most of the mages inside the aircraft.

"Right on time, Master Hades," the girl said and Hades nodded his head.

"Are you all ready?" Hades asked his people who nodded excitedly before all of them are concealed in balls.

"I wish you good luck," Marionette said as she jumped out of the window and headed towards the island, but not before smiling at the Master of Fairy Tail.

"Long time no see, Master Makarov," she said kindly before flying away from him with a speed that could rival Jet's. Makarov was surprised. How? Lucy's inside the island right? How did she...

"Hello, Makarov," Hades said as he smiled at Makarov.

Yes. The war has begun. And the Fairies are clearly unprepared for this.

* * *

**End  
**This is just a filler chapter, but the real story will begin now! Oh, and expect slow updates for this and 'The Reaper' because school is back and I have to 'focus' on studying. Wish me luck!


	5. Chapter 5: The Threats

**Chapter 5  
The Threat  
**

* * *

"I am now on location," Luminos, a blonde mage with spiky hair said monotonously as he was released on the ground, white light surrounding him. He looked at his surroundings and began walking, taking his time wisely as he analyzed the battlefield. He was at a marshy land with tall trees surrounding it and for some reasons, he can feel magical powers pulling him, waiting to battle him.

_'But this isn't the people I'm looking for,'_ he thought bitterly as he seek to find his opponents.

* * *

"I've seen my preys," Rusty Rose said as he licked his lips, watching the two mage bickering as they try and get out of the cave.

"Hurry, hurry, I can't wait to see your face once you see my beautiful images," the Dark Mage says darkly before a faint light appeared by his back, summoning a horde of ugly beasts.

* * *

Thanatos silently walked through the shadows of the island, creeping by as the animals were agitated even by his mere presence. They all recognize him as the predator, but his prey is definitely not inside the island but _she_ promised that once these boring events are finished, he'll have his chance.

And he wants to finish this as soon as possible.

_'And it will be finished,'_ he thought as he went towards two other powerful forces.

* * *

****  
"Where are we, I thought you know where we're going," Meredy said, worried that something wrong might be happening. The moment they heard two succeeding explosions and a signal beam, things started to feel so wrong.

And then, there are these weird and ominous forces that appeared inside the island that made her even more worried.

And before she could even react, she felt something push her and Cana, it was as if a huge punch of wind hit the two of them.

"Bulls-eye, Aera!" a hooded and masked mage said to the other one. And suddenly, more mages wearing the same set of clothes came out from the...sky?

And then there was chaos.

* * *

"Ice Slicer!" Gray yelled as he threw disks after disks of blade towards these mages wearing black hood that appeared out of nowhere, attacking them. And these guys meant business, and somehow, they were really good at dodging his magic.

"Fire Winds!" one of the hooded mage said as warm air started forming around Gray before small sparks of embers appeared.

And somehow, Gray couldn't help but regret that he let Loke and him be separated from that rush of animals that chased them.

* * *

"Wind Dragon Roar!" Wendy blew with all her magic a devastating cyclone that appeared from nowhere but her mouth but somehow, the dark mage managed to dodge her attacks skilfully but then, Pantherlily appeared from the back of the Dark Mage but he was countered by explosive seedling which exploded all over him.

Patherlily lost consciousness and fell down from the sky, his wings disappearing and his body became smaller before landing with a rough 'thud', knocked out and beat up. Wendy stared at it in horror as she then tried her best to cast one of the spells Natsu taught her.

And then, Wendy was even more surprised when the grass beneath her entangled her feet before slowly exploding, immobilizing her. She looked around with dread as she looked around at her fallen companions before feeling something hard on her head, and then, everything was black.

"Pathetic, a Guild that offers cats, weak mages and a young girl is pitiful, I couldn't help but feel disappointed with you, my lady," Azuma said out loud, addressing to what seemed like no one as he started walking at what seemed like a decent source of powerful magic.

* * *

****

"Regulus Wave!" Loke, now in his Spirit form, cast, creating a massive wave of light that easily subdued his opponents that came out of nowhere. He was very confused at what is happening since he didn't have even a single clue on it ever occurring.

Leo, just like all the Zodiacs, weren't affected by the distortion of the time plane, or at least, the Zodiacs that were safe in the haven of the Spirit World were able to adjust and not lose their memories. Some lesser spirits, like the Canis Minor, weren't as lucky as he. And when the disturbance stopped, all he could do was stay surprise with all the changes that happened.

Jellal was saved. Ur didn't die. Ultear wasn't corrupted, and aside from that, a lot more things had changed. Including Karen, because Karen didn't die, instead, she chose to agree with his terms and release him and Aries but in exchange, he and Aries will come on her aide on the time of her need.

And time after time, they agreed with this new contract of theirs and Leo was happy that he didn't have to carry the burden of someone dying because of you anymore.

But his happiness was short-lived when he saw Lucy. The Celestial Mage who saved him. She changed so much, more than he can ever imagine. She was younger and for some reasons, she didn't have the life in her eyes, the determination that filled her soul. Instead, she moved as if she was a monster, a living dead. He tried to confront her but then, she just disappeared, with no one knowing where she went.

And he was so surprised on seeing her here, of all places, yet she seemed to not know him, and had learned different magic yet, she didn't seem to be the Lucy he once...loved.

"I thought I'd find you here," a robotic voice came from behind his back, surprising him. He looked back and was greatly surprised to see a girl with blonde hair that fell just above her shoulders, bearing the eyes of a doll and a mouth of a robot.

"Initializing Capture, Beam!" the mechanical girl said, its lips opening, showing what seemed like an eye before light beams appeared from it. Leo managed to dodge the direct hit but his suit was managed, leaving behind a burnt shoulder.

"Tsk," he said in frustration as he readied his magic but then, the girl threw him a barrage of green balls that when it fell to the ground, it explodes and started to slowly corrode the plant, not even leaving a single trace. The green balls were thrown with power, speed and accuracy that Leo had a hard time of dodging all of them.

"Multiply Speed By 400 Times," the mechanical girl said as it increased the number of corrosive goo but with the same intensity. And then, Leo noticed that the robotic girl wasn't pivoting its whole body, only the upper one which signifies something.

"Regulus Impact!" Leo casted as the lion image appeared before him and clashed with the green corrosive goo, resulting into a small explosion.

"Gomenasai, Marionette-sama..." the robot uttered before its eyeballs rolled backwards and then fall on its back.

Leo, on the other hand, is only filled with minor scratches and smirked.

"No robot can ever defeat the stars," he said before walking away, b

_"We'll see about that...'_ a figure said, laughing madly as she came out of the bushes.

"Gate of the Sculptor, I open thee! Sculptories!" the girl casted and out came a huge man with a defined marble body, his eyes empty like the robot yet he wasn't as rigid.

"I want you to take this useless junk back to HQ and fix it, ok?" before she stared at the direction of the Lion.

"I have a Big Cat that I want to catch," she said with a smile. _'Marionette-sama will be so proud of me!' _she though happily.

* * *

"Where are we going Ultear?" Mirajane said, her face filled with worry for her younger siblings who are around nowhere to be found. She wants to transform so badly but she knows that she can't because if she needs her magic, that would be if there's any trouble in the island, and Mirajane hopes there isn't.

"Search for the other members, there were two explosions and we must look for the ones near the cliffs," Ultear replied as the two S-Class ran through the thick forest. At the corner of Ultear's eye, she saw a glint of something, and then, an arrow came towards their way.

"Ice Make Reflector!" Ultear casted and a mirror appeared before her, causing the arrow to disintegrate and another ice arrow to head back towards where it came from.

"Who's there?" Mirajane commented and out of nowhere, several members of Grimoire Heart wearing robes and hoods appeared out of nowhere.

"Electrocution Magic: Indignation!" one of them casted and then, sparks appeared out of nowhere, trapping Ultear inside of it.

"How dare you interrupt our island and threaten my sibling's lives! Satan Soul!" Mirajane quickly transformed and attacked the mages with ferocity and anger. And Ultear can't help but watch with pride how the demon single-handedly defeated every mage who didn't even have the time to react .

"HAAAA!" Mirajane yelled as she summoned a cosmic beam that easily destroyed another one of those pesky mages. However, she saw a look of surprise coming from Mirajane and suddenly, Ultear found her head being lifted from the ground by a huge, greasy hand.

"Get off of me! Get off of me!" Ultear yelled as she tried to move and get away but then, the hand which grabbed her was left unfazed.

"Ice Vines!" Ultear casted as vines filled with thorns appeared around her but then, the hand helding her simply became tighter and tighter.

And then...

"Finally, umm, I got your, h-air," a childlike nervous voice said as he plucked a hair.

"What the," but before Ultear can even react further, she felt nauseous and weak before black spots appeared before her eyes, clouding her visions.

"I'm nervous, I mean, you're girls and, and, my name is Kain Hikaru," the man said, blushing furiously before Mirajane and the unconscious girl she's holding, she was about to remove Ultear from his hand when suddenly, he felt his head hurting.

_'I'm warning you, my dear Kain, do _not_ lose,'_ It was the Puppeteer! Oh no, he cannot mess, but how can he if he's scared and so nervous?! And then, suddenly, he felt hungry and felt like mad.

"Ultear!" Mirajane yelled but before she could even step closer, the huge man smiled at her like crazy.

"One step closer and Ms. Icy here dies!" he said threateningly as he smashed Ultear towards the ground, his nervousness disappearing, being replaced all of a sudden with a crazed look.

Mirajane couldn't help but watch in horror as Ultear's body was being played out like a doll and then, just as it was before, the man took grab of what seemed like a small doll and placed a hair over it before throwing it in the air and for some reasons, Ultear also was thrown in the air by an unknown force and then, fell towards the ground with a smash just like the doll.

"I could easily dismember her with Mr. Cursy over here but where would be the fun in that?" Kain said demonically and Mirajane knows she's got to be serious with this guy, and also, she's got to be extra careful because Ultear's life is on the line.

"I'll kill you," Mirajane said with an enraged voice.

* * *

"That guy's an idiot," Evergreen said in irritation as the guy continued saying things that revolved around a 'Demon eating the Fairies' and the 'King of the Underworld has come to punish them.'

"I agree," Elfman agreed to Evergreen but then, another mage appeared and was about to cast a magic but then, he was crushed by a huge beast that came out of nowhere, surprising Elfman and Evergreen.

"You simpleton! How dare you try to eat away the food of the King?" the silver haired mage said in anger as he watched the guy slowly being crushed by the beast into his oblivion.

"How can you hurt your allies just like that?" Evergreen shouted in terror while Elfman was as mad as she was.

"He is not my ally, he was a mere pawn sent here to weaken you, just like all these putrid looking statues, now, let us begin! My Saint Beast! Belcusas! Attack these Fairies!" he said and the huge monster came towards them, surprising the two of them with its speed.

* * *

**End**


End file.
